28- 29 exhibit a to the sales agreement bill of sale bill of sale
28- 29 EXHIBIT A TO THE SALES AGREEMENT BILL OF SALE BILL OF SALE Sample Clauses
28- 29 EXHIBIT A TO THE SALES AGREEMENT BILL OF SALE BILL OF SALE made as of the __ day of ___________, 20__, by ___________ ________________ a __________ [corporation] (the "Seller"), to Union Planters Home Equity Corp., a Delaware corporation (the "Purchaser"). WHEREAS, the Seller and the Purchaser are parties to that certain Sales Agreement, dated as of ______________ __, 20__, with respect to the sale by the Seller and purchase by the Purchaser of certain [Mortgage Loans][Assets] (the "Sales Agreement"); WHEREAS, the Purchaser intends to [transfer][pledge] the [Mortgage Loans][Assets] and certain other assets to __________________________, as Trustee (the "Trustee") for the Series 20_-_ Trust (the "Trust") established pursuant to the [Agreement] (the "[Agreement]") dated as of ____________ 20__ among the Purchaser, the Trustee and _______________________; NOW THEREFORE, the Seller, for and in consideration of the purchase price set forth in the Sales Agreement, and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, does hereby bargain, sell, convey, assign and transfer to the Purchaser, without recourse, free and clear of any liens, claims or other encumbrances, all of its right, title and interest in and to each of the [Mortgage Loans][Assets] identified on Schedule I to the Sales Agreement[, together with the Mortgage Loan Documents and other documents maintained as part of the related Trustee Mortgage Loan Files and Servicer Mortgage Loan Files] and all payments thereon and proceeds of the conversion, voluntary or involuntary of the foregoing. The Seller hereby acknowledges receipt from the Purchaser of cash in the amount of $_____________________, which cash constitutes the purchase price for the [Mortgage Loans][Assets] set forth in Section 2 of the Sales Agreement. Nothing in this Bill of Sale shall be construed to be a modification of, or limitation on any provision of the Sales Agreement, including the representations, warranties and agreements set forth therein except that the Seller, as of the date hereof, makes the following additional representations and warranties to the Purchaser concerning the [Mortgage Loans][Assets]. (a) All of the representations and warranties made by the Seller in the Sales Agreement are true and correct in all material respects as of the date hereof (subject, in the case of the Closing Schedule delivered pursuant to the Sales Agreement, to such amendments thereto as were duly made on or before the date hereof). (b) Since the date of the Sa...